Breathless One

This ash-gray figure has an oversized mouth and a concave chest. It clenches its fists and gasps for air as black tendrils composed of necrotized lung tissue erupt from its chest.

Breathless One CR 11

XP 12,800
CE Medium undead
Init +5; Senses darkvision 60 ft.; Perception +17


AC 27, touch 15, flat-footed 22 (+5 Dex, +12 natural)
hp 136 (16d8+64)
Fort +9; Ref +10; Will +10
DR 10/magic and slashing; Immune cold, undead traits


Speed 40 ft.
Melee 4 tentacles +19 (1d8+7/19-20 plus grab and steal air)
Space 5 ft.; Reach 5 ft. (15 ft. with tentacles)
Special Attacks kiss of death, pull (5 ft., tentacle)


Str 25, Dex 20, Con -, Int 7, Wis 10, Cha 19
Base Atk +12; CMB +19 (+23 grapple); CMD 34
Feats Critical Focus, Improved Critical (tentacle), Improved Initiative, Power Attack, Sickening Critical, Skill Focus (Stealth), Toughness, Weapon Focus (tentacle)
Skills Intimidate +18, Perception +17, Stealth +15
Languages Common
SQ create spawn


Create Spawn (Su)

A humanoid creature killed by a breathless one’s kiss of death or steal air becomes a breathless one under the control of its killer. A creature killed by kiss of death returns 1d4 rounds later, while a creature killed by steal air returns 24 hours later.

Kiss of Death (Ex)

If a breathless one succeeds at a grapple check against an adjacent opponent, it clamps its mouth over the opponent’s nose and mouth to suffocate it.

Each round the breathless one maintains a grapple and its target fails a DC 21 Fortitude save its condition worsens: it becomes staggered for 1 round, it falls unconscious and is reduced to 0 hp, it drops to -1 hp and is dying, it dies. The save DC is Charisma-based.

Steal Air (Ex)

When a breathless one succeeds at a grapple attempt with a tentacle, its target must succeed at a DC 21 Fortitude save or take 1d2 Con and 1d2 Str damage. If the target takes damage, the breathless heals 1d8 hit points. Hit points healed in excess of its maximum are gained as temporary hit points to a maximum amount equal to its Charisma score.

These temporary hit points last for 1 minute. The save DC is Charisma-based.

Alternatively, the breathless one can attempt to dispel a spell or effect (as per dispel magic) that provides the target breathable air. The breathless one uses its HD as its caster level when making this attempt.

When humanoid creatures suffocate, the horror of slowly dying from lack of air drives them mad and they sometimes return as breathless ones. These vengeful undead seek to inflict the same horror on the living while filling their lungs with air as a brief respite from their eternal torment. Breathless ones weigh the same as they did in life, even though their caved-in chests give them the appearance of weighing less.

Since the most common place for death by suffocation is locations with thin or no atmosphere, such as the void of space, breathless ones most commonly appear there. They hide among asteroids or constructed places they can tether themselves, since they have no ability to fly through space. They prefer to attack from hiding, but they also enjoy the terror their visages induce in their victims. Breathless ones use their necrotic lung fibers to puncture their victims’ lungs, latch onto them, and reel them in for their deadly embrace. They do this rather than attack from up close to soften up their victims, bolster themselves, and enjoy witnessing their victims’ terror at the inexorable fate. They reserve the kill for their kiss of death, since that gives them the rush of air to alleviate their suffering, if only temporarily.


Environment any
Organization solitary, pair or vacuum (3-6)
Treasure incidental

Groups of breathless ones on an inhabited asteroid sabotage or steal equipment necessary to provide air to the inhabitants. They are not subtle about it, however, so it is easy to see smashed helmets or air bladders. They often purposely make enough noise to rouse defenders and escape into an airless environment with their gains in full view of their victims, enticing their victims to chase them to recover vital equipment. With the speed at which breathless ones spawn, a handful can wipe out even a well-fortified installation.

Section 15: Copyright Notice

Legendary Planet Adventure Path © 2019, Legendary Games; Authors: Authors: Matt Goodall, Jim Groves, Steven T. Helt, Tim Hitchcock, Jason Nelson, Richard Pett, Tom Phillips, Mike Shel, Neil Spicer, Mike D. Welham.

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